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by maxoline
Summary: Maxoline. This is a story I made about how Caroline(Beth Behrs) feels about Max(Kat Dennings)'s relationship with Deke(Eric Andre).


The day starts as it always does "hey max do you wanna go have some dinner tonight?we haven't been out for ages! I'm tired of eating leftovers and the depression part is the leftovers are from diner where Oleg makes the food without washing his hands after he scratches his balls" Caroline asks Max while they're getting ready to go to the diner "I can't I'm going out with Deke tonight and I told Oleg to at least wipe his hands on his apron so don't worry about it" She tells Caroline while putting on her lipstick "oh…okay" Caroline says

Max and Deke have been in a relationship for a couple of months now. Caroline feels like Max has been spending way too much time with Deke. Everywhere she goes, Deke's always there and every time they're having conversation Deke's always in it. She was happy for them at first. She really was. She was glad that Max finally found someone who makes her happy. Caroline always puts Max first. Seeing Max happy makes her happy. But it seems like Max has abandoned her. Caroline hates to think that way. That's the last thing she wants to think about but it seems like it's really happening right now. Max has forgotten about her.

"What's with the face?" Max asks "Nothing. Let's go" Caroline says as she puts on her coat "wait are you sure? You've been acting weird lately" Max asks looking at her "Of course I'm fine come on Max" Caroline walks out the door follows by Max "Hold on Blondie what's with the hurry?" Max complains while locking the apartment door "I just don't wanna be late. Han's gonna be mad" Caroline says turning away from Max "Calm down. His steps are like baby steps even if we walk like 90 years old grandmas we're still gonna get there first" Max jokes

It's not that Caroline don't wanna be late, she doesn't even give a fuck about that. She just doesn't wanna be alone with Max any longer that day. She can't stop thinking about the thoughts that max probably replaced her with Deke. She needs distraction about that which sadly the only thing she has is her job at the diner. But at least she's going to see Earl, Oleg, Han and probably Sophie. She just needs to distract herself from thinking about the worst things.

After a long horrible, thoughtful walk, they finally arrived to the diner. Yet, the worst thing for Caroline happens. Deke's there, sitting at the counter. "goddammit" she whispers to herself. She walks straight to the kitchen.

"Hey Caroline" Deke greets "Hey" Says Caroline not stopping or even looks at him. She throws her purse at the kitchen counter then takes a deep breath while reminding herself that she's just overreacted, Max is still the same, that everything's gonna be just fine.

"What's with her?" Deke asks Max "Caroline? why?" Max asks him back "I don't know did I do something wrong?" Deke wonders "No don't mind her maybe she's on her period. Let me take off my jacket" She then walks in to the kitchen "Deke asked me if he did something wrong to you" Max tells Caroline while taking her jacket off "Yeah, I heard" Caroline says while not looking at Max "so what happened?" Max asks "Nothing Max It's just…period mood" Caroline shrugs answering hesitantly "I figured. Well get it together he thinks you hate him" Max then walks away to see Deke. _How come she cares about his feelings but not mine?_ Caroline then exhales, closing her eyes. _But Max was right. I have to get it together_ She says to herself.

She goes outside to face Deke "Hey Deke" She fakes a smile "Heeey" Deke awkwardly greets her again "Where you guys going tonight?" Caroline asks but not wanting to know "Well we're planning to just eat food scraps from the Chinese restaurant then have sex all night you wanna join us? You can watch" Both Deke and Max laughs "Uhh no thanks" Caroline then quickly turns her back and is about to go back to the kitchen "Wait wait we were kidding. We're just gonna grab some kick ass hamburgers 10 blocks away from here. You wanna join us?" Max asks "No thanks" Caroline refuses "Come on didn't you asked for dinner this morning?" Max slightly insists her "Fine I'll go with you two" Caroline sighs. She didn't have any choice. If she keeps saying no Max is going to wonder what's happening and that's the last thing she wants to happen. So she just had to suck it up and act like nothing is happening inside her head.

Deke left a few minutes later but then came back to pick them up after the service. Caroline thought the burger was okay she didn't really have any appetite. Max seemed so happy. Caroline never really seen her so happy. They kissed a few times and it bothered Caroline when she thought she should be happy for her. Max is her bestfriend and she wants her to be happy. That's what best friends do.

_Right?_

As they got to the girls' apartment building Caroline goes straight inside when Max stays outside to say bye to Deke. He can't stay because He has something else to do.

_Thank God. _Caroline thinks to herself

Caroline overheard Deke saying how much he hates it saying goodbye to her at the end of the day and how happy he was and she said "Me too".

Her heart sank when she heard the words "Me too"

As she heard Max closed the door she noticed she had a tear running down her cheek so she wiped it as fast as she could but it wasn't fast enough. Max noticed.

"Caroline?" Max looks surprised. probably as much as Caroline.

"Yeah?" Caroline tries o look as calm as possible

"Are you okay?" Max asks Caroline as she steps closer

"Wh… sure why?"

"Were you crying?"

"No…..of course not"

Caroline feels a tense building up and her eyes started to feel like they're burning. The way she looks at her is just painful somehow. Caroline started to cry. She didn't want to cry at all but she's been keeping this feeling for too long and she cant help it.

"Caroline, hey what's wrong? Are you sick?" Max asks worriedly while she cups Caroline's cheeks with her hands and then moves the palm of her hand to her forehead to check her temperature.

"I'm sorry Max" Caroline then started to sob and stepping back

"Caroline what's wrong tell me"

"Nothing im fine im sorry"

"Stop saying you're sorry. What's wrong? you're worrying me" Max says while she gets closer to Caroline and holds her arms with her hands. "Caroline…"

Caroline lets go of her arms and ran away. Max tried to follow her but she was too fast.

A few hours later, Max cannot sleep at all. She's still waiting for Caroline to come home because Max has called up her phone but she didn't pick up. She could just look for her but that would be stupid. It's cold and dark. She would never find her.

Wait.

_**Caroline is outside where It's cold and dark**_

Max rushes herself out of the door. She hit a man on her way out, she can hear him curses at her from behind but she doesn't care. She doesn't care even if that man is a gangster who's gonna look after her later. She just needs to find Caroline right now.

Max has looked everywhere she even went back to the diner but no one was there, she went to the coffee shop near their apartment but she wasn't there. She looked everywhere but didn't find her.

So Max is now back to the apartment. As she opens the door, she sighs in relief as she sees Caroline in her sight sitting on the couch nursing her head.

"Max" Caroline says while she stands up

"You're home" Max says as she closes the door behind her

"Where did you go?" Caroline looks worry

"Where did I go?maybe the question is where did YOU go?"

"I went to Sophie's"

"Oh…"

_fuck. _Max thought to herself. "I thought you ran away to the street?"

"Oh that…um no I came back but you weren't asleep so I went to sophie's place and she wasn't asleep yet so…"

"What you didn't want to talk to me or something? Did I do something wrong?"

"No max you didn't do anything wrong"

"So? Why did you cry? Why did you run away?" Max's voice starts raising

"It's nothing Max"

"It's not nothing Caroline. I was so worried I looked for you everywhere don't you know that?!" Max yells. She's not mad at Caroline instead she is mad at herself. She's mad about how she doesn't know whats going on when she thinks she should know because Caroline is her bestfriend. She should know whats wrong with her.

"I'm sorry max okay?! I don't know whats happening to me either!" Caroline voice starts cracking

Max sighs "Look Caroline please sit down" Max says as she steps closer to her and then brings her to the couch sitting her back down when she sits on the coffee table so they're now facing each other "I'm sorry I got mad for a second. I'm just confused Caroline. I'm worried. Please help me out and tell me what's wrong" Max asks while she takes Caroline's hands into hers. Her voice is warm fills with concern.

Nobody gets to see this side of Max. The one that is caring and lovely. Caroline feels lucky to be the only one who gets to see this.

_She doesn't deserve this _

"I miss my dad"

"You miss your dad?" Max frowned, confused

"Yeah"

"That's it? … no I didn't mean it that way I mean of course its bad that you barely get to see your dad but ive never seen you like that before Caroline are you sure?"

"Yeah Max I'm sure" Caroline says forcing a smile

"Why didn't you want to talk to me about it then?"

"I just didn't want to bother you"

"What are you talking about that's stupid. You can always talk to me about anything. Especially your dad"

"I know I'm sorry. I think I'm gonna head to bed now if that's okay I'm kind of tired" Caroline says while giving max half a smile.

"Okay sure. Do you wanna sleep in my room? I'll take your bed" Max asks "No it's okay I'll be fine" Caroline says giving Max a half smile. _Never once I offered her my room and she said no. is she really that upset?_ Max thinks to herself but doesn't say anything "Okay….. goodnight Blondie" she smiles warmly.

Caroline can feel Max gripped her hand tighter before she lets go. then she gave her a kiss on the top of her head as she gets up and goes to her room.

_I don't deserve her_

The next day Max wakes up then go straight to her living room but she doesn't find Caroline in her sight. Her bed is already on the wall and everything looks so clean. Max is about to get a glass of water when she hears knocks on her door.

"Oh hey Sophie what's up?"

"Hey Max, Caroline's here? she left her sweater last night at my place"

"Oh I'll take it. I don't know where she is right now she was already gone when I woke up but I'll give it to her later"

"Oh no"

"What is it?"

"Oh no! Max I told her not to leave"

"Leave? what are you talking about?"

"I already told her that you and Deke wont last long and oh no!"

"What? Deke? Sophie what are you talking about? Sophie!"

Sophie told Max all about it. Sophie said that she wasn't suppose to tell Max because she made a promise to Caroline last night but the situation made her do it. she told Max that Caroline knocked on her door last night looking like a mess. Sophie said that she never in her life thought she would seen Caroline looking like the way the looked last night. At first Caroline didn't want to talk about it but she finally did. Sophie said that Caroline thought that Max didn't want her around anymore, that she was just someone who came in the middle of Deke and Max. Sophie told her that Caroline cried again last night because she didn't know what was happening with her. and she also told max that Caroline said something like leaving the apartment so then maybe she and Deke could move in together.

She forced herself to breathe as she listened to Sophie. Sophie's already left. She had something else to do but she promised Max that if she heard anything from Caroline she would tell Max as soon as possible.

Max can't believe what she just heard from Sophie. She is now mad at herself even worse than last night. Max never once had any intended to hurt Caroline whatsoever. The thoughts of words like that came from Caroline's mouth makes her mad. She's mad because she just cant believe that she could make Caroline to even think that way. That Max would replace her with some guy she's dating.

_What kind of a fucking best friend am I?_

Max tried to call her but there's no answer. _Is this happening? Is she really leaving?_

Max has never been so worried in her entire life. She's walking back and forth trying to call Caroline but there's still no answer. She can feel her head starts spinning, her hearts beating fast and her eyes feels like they're burning. "fuck!" She throws her phone to the couch as she runs towards the door then opens it harshly

"Whoa"

"Caroline what the fuck" Max says as she catches her breath. She was so anxious it spun her. She puts the palm of her hands to her knees she exhales some more as she bent down trying to catch some breath.

"What happened to you?"

"Stop doing that"

"Doing what?"

"Running away from me!" Max is now yelling, her eyes start to get teary.

"Max…. I went to grab a cup of coffee" Caroline says while she shows max her empty cup of coffee. "why…what's wrong?"

"Just…just stop okay Sophie told me" Max raises her hand as she wipes her eyes with the other one.

Caroline knew she cant get away this time. There's no more lying, there's no more running. Its just gonna be her telling the truth to Max. there's no going back. she's just gonna accept if Max will end up hating her.

"Max listen I can explain" Caroline says as she closes the door and follow Max to the couch where she already sit on.

"No you listen. Look Caroline I'm sorry. I'm sorry if I ever made you feel left out. I'm sorry if I spent too much time with Deke. I'm sorry if I made you think that I don't want you here anymore. But I can promise you, honest to god, I swear on my life I never ever meant to hurt you."

"Max that's alright"

"No it's not alright! I never wanted you to feel that way"

"No really its not your fault" Her smile faded abruptly after a second "im the one who need to understand about you and Deke"

"Caroline" Max's voice is softening as her hand reaches hers and hold it "I know I said I love him, but its not as much as I love you. It's not even a bit close. There's no one…" Max pauses then inhale "There WILL BE NO ONE in my life who I'm gonna love as much as I love you. You're the most important person in my life. And that will never change. Ever."

The way Max is looking at her right now gives her joy and pain at the same time. Caroline breaks into tears. She feels like an idiot for being so sensitive even worse for doubting Max. "I'm sorry" She says as she covers her face with her hands. She can hear Max sighing and now wrapping her arms around her body then she buries her face into the nape of Max's neck. She feels protected and small.

"I'm sorry too" Max says as she rubs Caroline's back slowly. She lets her best friend cry on her shoulder. Caroline cries quite a lot. And to be fair some of the times are because of Max teasing her. But this time she's crying because she was hurt deeply because of Max. Because she didn't spend enough time with her, because she is a bad best friend. Never once in her life she hated someone the way she hates herself right now.

"Can you promise me not to think that way again?" Max asks as she lazily draws circle on Caroline's back with her thumb. A few second later she can feel Caroline nods. "And please don't run away again. You know I don't exercise" Caroline finally laughs. "Don't worry I regret running. I forgot that I used to be a spoiled kid now my feet hurts" Max smiles knowing that her best friend feels better now. She lets go of her and hold her hands. Caroline's eyes slowly drift up toward hers.

"But seriously Caroline. This is your home. OUR home. Don't ever think otherwise"

Caroline momentarily silences at the statement. She watches Max before she nervously nods.

"You look so ugly right now" Max teases her.

"Shut up max" Caroline says pulling a face.

Max laughs as she leans in and kisses Caroline's cheek softly. Awaken the butterflies in Caroline's stomach.

"Max?"

"Yeah?"

"I love you"

They look at each other's eyes for a couple of seconds trying to figure out and understand the meaning of every words they said, every moments they shared and they ended up smiling and giggling at each other enjoying the moment. Falling their backs to the couch and rest their heads to each other's. Maybe they don't need to figure anything out after all. All they need is each other and they already got it. They make each other feels complete. _They are each other's home._


End file.
